Pony Dreams
by FerrisWheeler
Summary: When Trixie learns Twilight becomes a princess, she wants revenge. She has a new trick up her sleeve, a strange book which has a solution for her problem. She plans to enter Twilight's mind and learn her secrets- and exploit them however she can.
1. Chapter 1

**Chapter 1**

"Oh, so Twilight thinks she's so special? Well, Trixie certainly will teach her a lesson!" Trixie boasted to herself. She walked into the Everfree Forest and laid out some candles in a circle. She jumped into the center of it. She put down a framed picture of Twilight, and opened the book. The page showed a picture of a triangle with one eye and a hat. She sat down in front of the circle of lit candles and chanted "_Triangulum, entangulum. Veneforis dominus ventium. Veneforis venetisarium!"_ Suddenly, she felt something. The entire world around her turned grey, and everything stopped moving. A beam came from her eyes, and a circle of bright lights formed. A black colored triangle formed, with yellow flames outlining it with an eye in the center. It immediately let out a horrible, evil laugh. Even Trixie was creeped out by it. The triangle turned completely black and sprouted arms, legs and a hat. Its body then turned yellow, but its limbs and hat stayed black. It floated down near Trixie. It spoke "Hey, I'm in Ponyville! Was not expecting that." Trixie was still in shock. It said to her "Name's Bill Cipher. And I'm guessing you're some sort of witch? Heh, just joking Trixie." Trixie replied fearfully "What? How do you..." Bill spoke to her "I know a lotta things. Check this out." He then levitated a Timberwolf over, and snapped it in half. He presented it to her. Trixie was now terrified. "You're crazy!" "Yeah, I know." He replied. She then snapped "Hey, Trixie's got a job for you! Trixie needs you to enter the mind of Twilight Sparkle and find out her greatest secrets." "Sure, so long as you help me out." He replied. They shook on it, and before Bill's departure he said "Remember, reality is an illusion!" Bill chuckled. He knew Trixie had realized her mistakes long ago, but it was fun to corrupt ponies.

Little did they know, Fluttershy had heard every word. She was out feeding her animals when she heard a voice. She came over to see what was going on, and saw the whole thing. Fluttershy thought she should warn Twilight, and quickly!


	2. Chapter 2

**Chapter 2**

Since Fluttershy couldn't fly very well, she had to run all the way to Twilight's house. On the way, she got the rest of the Mane Six together and they all headed over to Twilight's house. When they got there, Fluttershy knocked on the door. "Twilight, please open the door!" Instead they were greeted by Spike, who told them "Twilight's not feeling well right now. She doesn't wanna talk." Rarity told him "But Spike, it's an emergency." "Well, come right in." Spike replied happily.

They went into Twilight's room and were greeted with a terrible surprise. Twilight's eyes were glowing blue and her mouth was open as she sat in bed. "She's been like this for an hour." Spike was both confused and worried. Fluttershy was angry. "Trixie did this!" The rest of the Mane Six were very surprised. Trixie had apologized for her actions long ago. Why would she do anything now?

Twilight had a book lying next to her. It was a book of spells. Fluttershy picked it up and read the contents of the page. "It says here that there is a certain triangle creature named Bill, a mind demon". The Mane Six were very scared. Fluttershy herself was shaking as she read it. "He enters ponies' minds!" She looked at a note in the bottom right hand corner of the page which stated in capital letters "**DO NOT SUMMON AT ALL COSTS".**The rest of the page was splattered with something red. Fluttershy read the words some more. "To follow him into somepony's mind, you must chant these words".

The Mane Six along with Spike gathered candles and placed them all around themselves, including Twilight. Pinkie Pie reached over and started moving Twilight's mouth like a ventriloquist dummy. "Hey, my name is Egghead, and Pinkie Pie throws the best parties ever!" Fluttershy, annoyed said "Pinkie Pie, cut it out." "Sorry". She made Twilight say. She giggled at her own joke.

Fluttershy told the rest of the group the words to enter a pony's mind. Together they chanted, and their eyes turned a glowing blue. Fluttershy chanted louder until there was a flash of light. Suddenly, they were in a different world. They were inside Twilight's mind.


	3. Chapter 3

**Chapter 3**

Twilight's mind was different than they expected. The world looked like the inside of a library. Instead of the sky there was a brown ceiling with lights. Instead of grass it was a wooden floor. The birds were books that made chirping noises. "So this is Twilight's mind..." said Spike in wonder. Rainbow Dash looked ahead and exclaimed "Look! There's Twilight's house!" Twilight's house was in the middle of this library world. It looked shiny and neat on the outside. The group walked over to the house and Applejack reminded everyone "Ya'll look out for the triangle thing." Bill suddenly appeared behind her and repeated,"Yeah, look out for the triangle thing!"

The group turned around in fear. "It's him!" Pinkie Pie screamed. "Get out of Twilight's mind you varmint!" Shouted Applejack as she charged toward Bill. She jumped at him, but he stretched out a bit and she went through a hole in the middle of his body. She came flying back out two seconds later. "It's nice to meet Twilight's friends. I knew you would come over!" He then shot a beam of light at Rarity. It hit her, and her mane disappeared, leaving her bald. Rarity screamed and fainted. Rainbow Dash caught her and yelled to Bill "Why are you doing this anyway?" He casually replied, "I just need to learn her secrets, fears, strengths, weaknesses, all that good stuff, then Trixie will help me out. Inside that house there are doors which display her memories and feelings. I just need to get the right ones and I'll be on my way!" "Oh no ya don't, we won't let ya!" Applejack angrily shouted. "Good luck!" Bill told the group, then he floated into Twilight's house, breaking through the wall.

The group went inside Twilight's house and were greeted with a peculiar sight. There was a huge maze of bookshelves, and there were doors everywhere, of different sizes and shapes. A bird with Twilight's face flew around saying "Dear Celestia" over and over again. Fluttershy took charge as the leader. "Alright everyone, we need to find these memories before Bill does, and quickly." Pinkie Pie spoke "Let's get searching!" The group all ran through Twilight's mind through the bookshelf maze.


	4. Chapter 4

**Chapter 4**

Fluttershy walked around and opened one of the doors, which displayed Twilight's first time meeting her. She remembered that day, where she hid behind her mane, and spoke too soft for Twilight to hear. She had gotten a lot better with her shyness since then, and she shut the door. Pinkie Pie opened another door. This one was of Twilight's transformation into an alicorn. It was quite a big deal that day when Twilight became a princess. She shut the door and notified the others "Nope. Not it." Spike opened another door, which showed Twilight's childhood. She had a hard time making friends, but Shining Armor was always there for her. Spike shut the door.

They continued to look around, but Fluttershy became lost, and came across a door labeled "What I _Really _Think of Ponies." Fluttershy wondered what this was, but thought it was Twilight's personal business, so she left. But her curiousity got the best of her, and she walked in through the door. There was one door that said "Fluttershy". Fluttershy opened it and there were memories of Twilight's visits with Fluttershy. In the memory, Fluttershy could hear Twilight's thoughts. "Why is she so shy?" "Can't she make friends?" "I can't believe she's such a loner." Tears welled up in Fluttershy's eyes and she ran out of the room.

Meanwhile, Rainbow Dash and Applejack were searching through the maze. They came across various doors, but none of them displayed any of Twilight's personal secrets. "This is really hard". Said Rainbow Dash. Suddenly, Pinkie Pie had an idea. "Hey, guys!" she called to the group. "I just realized something. If we wanna find Twilight, we gotta think like Twilight! Where is Twilight normally found?" The entire group, save for Fluttershy, exclaimed in unison, "With her nose in a book!"

Fluttershy was upset about what she had heard and wanted to leave as soon as possible. She had a hard time finding her way out through the bookshelf maze. Eventually she came to a door. She was too busy looking for a way out she didn't see the sign above it. The door opened to reveal the same memory with Fluttershy's visits with Twilight. Once again, she heard Twilight's thoughts. She slowly closed the door when she heard Twilight think. "I remember everyone said that about me when I was a filly." Fluttershy opened the door so she could hear. "I never made a lot of friends. The only friend I had was my brother. I hope I can help Fluttershy with her shyness, I don't want her to be like me." Fluttershy smiled, and put her hoof in the doorway when she suddenly fell in.

The Twilight in the memory told her "Oh, hello Fluttershy." Fluttershy greeted her back. "Are you having a hard time right now?" The Memory Twilight asked. "Kind of." Fluttershy replied. "Well, Fluttershy, did you know when you're in the mind, you can make anything happen?" "No." "Well, Fluttershy, look at this." Twilight waved her hoof and Fluttershy instantly became dressed in a bunny costume. They both giggled. "Thanks, Twilight." The Memory Twilight winked, and Fluttershy shut the door. She rushed off to find the group.

The group had found the memories of Twilight's most painful secrets and fears in a huge book. Spike tried to take the doors off, but they were too heavy. Pinkie Pie agreed to try it. She held her hoof over them, and concentrated. Slowly, a pink glow appeared around them. Pinkie Pie levitated them with her hoof and held them. Suddenly, another Pinkie Pie came out of nowhere saying "I just found the memory of our first party!" Spike was confused. "How did..." Suddenly there was an evil laugh. The Pinkie Pie holding the doors morphed into Bill Cipher.


	5. Chapter 5

**Chapter 5**

Bill floated up with the doors above the group. He mocked them. "Wow, that was easier than I thought!" Bill continued to cackle. "It's funny how dumb you are." He said to the group of frightened creatures. "Now, I have Twilight Sparkle's personal strengths and weaknesses! Later suckers!" He flew away. "Come on, we gotta stop him!" Rainbow Dash lead the group through the maze.

Bill had reached the main entrance to the maze. A screen opened up on his body, which displayed the face of Trixie. "Bill, did you get what Trixie needs?" "Yep, sure did." He casually replied. He began to rattle off secrets. "Twilight is afraid of..." Suddenly, Bill was hit with a blast from Pinkie Pie's party cannon, causing him to drop the doors. Another door opened. It displayed the memory of the magic mirror that lead into the human world. The doors went into the memory and into the magic mirror. Bill tried to get them but had failed to reach them. The memory door closed. Bill and Trixie both stared in shock at what just happened. "Good shot, Pinkie Pie!" Rainbow Dash complimented. "I never leave home without my party cannon! This is why." "The deal's off, Bill!" Trixie angrily told him. "No, please!" he pleaded, but the screen on his body closed.

The group watched as Bill went from yellow to red. He turned to face the group. He angrily yelled "You! You have no idea what you just cost me!" Orange flames appeared in his hands. "Do you have any idea what I'm like... WHEN I"M MAD?!"


	6. Chapter 6

**Chapter 6**

A ring of fire formed around the group. They were suddenly teleported onto a platform in the middle of outer space. They watched in horror as Bill grew in size, towering over them. The group was too freaked out to do anything. "Here, have some nightmares!" He fired a beam at Rainbow Dash. Suddenly, she saw an illusion of her hometown, Cloudsdale, under attack by Changelings. She became really freaked out. He aimed for Pinkie Pie. She suddenly saw herself alone at Sugarcube Corner with no friends. She almost cried when Fluttershy appeared outlined in pink light.

"Hey, Bill! Leave my friends alone!" She shouted, and fired a magic blast at him. A hole formed in his body where the blast hit, and his bowtie disappeared. She looked down at her friends. "Hey, I just learned if you make things up in the mind, they come true!"

Bill tried to tell them otherwise. "No, don't listen to her!"

"Really?" Rarity asked. And her mane grew back. "Oh, thank Celestia!"

Pinkie Pie asked "Even a cake cannon?" Her party cannon shot out cake, which hit Bill smack in the eye. He screamed. "AAHH, my eye!"

Rainbow Dash exclaimed, "Sonic Rainboom Blast!" She performed her infamous Sonic Rainboom, and hit Bill, causing him to go flying. He screamed once again.

"Enough!" The hole in his body closed up.

"Now, everypony, imagine a portal out of Twilight's mind!" Fluttershy commanded. Together, they imagined a portal, and it appeared right under Bill. "No, please, no!"

Bill suddenly waved his hands and everything disappeared. "Enough!" The group floated in a white void. Bill reverted to his normal form.

"You know, you guys are pretty good. You're more brave than you look, especially the yellow one." Fluttershy blushed. "Oh, thank you." she said softly.

"I'm gonna let you ponies go now. But remember, a darkness approaches in the future. Everything you know and care about will change. Until then I'll be watching you." Bill suddenly appeared in a circle, which showed illustrations of many ponies' cutie marks. He repeated more slowly, "I'll be watching you..." and disappeared.


	7. Chapter 7(Last Chapter)

**Chapter 7: Last Chapter**

The group began to disintigrate. Twilight was waking up. They disappeared out of Twilight's mind when she suddenly woke up. When she awoke, she was surprised to find all her friends in her room. "Hey, Twilight!" Pinkie greeted. "Hi, Pinkie." Twilight was tired. "Oh, Twilight, you won't believe-" Pinkie suddenly exchanged glances with her friends, and their faces all said the same thing. The group looked at each other, and decided not to speak of the ordeal with Bill or Trixie. "We heard you were sick, so we came to check on you!" Pinkie happily told her. Twilight smiled, and told them all, "I'm lucky to have such great friends!" They all took part in a group hug. Fluttershy hugged Twilight one more time, and thanked her for being a good friend. Everyone was happy.

Meanwhile, Trixie watched them from outside. "So, they think they can outsmart me? Well, Trixie's got a good trick for them!" She then opened up her cape to reveal clusters of dynamite...


End file.
